Common use of Failure to Deliver Certificates Clause in Contracts

Failure to Deliver Certificates. If, in the case of any Notice of Conversion, such certificate or certificates and the related legal opinion of Company counsel, the instruction letter to the Transfer Agent and the resolution of the Board of Directors authorizing the Transaction Documents are not delivered to or as directed by the applicable Holder by the Share Delivery Date, the Holder shall be entitled to elect by written notice to the Company at any time on or before its receipt of such certificate or certificates, to rescind such Conversion, in which event the Company shall promptly return to the Holder any original Debenture delivered to the Company and the Holder shall promptly return to the Company the Common Stock certificates issued to such Holder pursuant to the rescinded Conversion Notice.

Failure to Deliver Certificates. If, in In the case of any Notice of Conversion, such certificate or if certificates representing the Conversion Shares and the related legal opinion of Company counselWarrants (and, if applicable, the instruction letter to the Transfer Agent and the resolution of the Board of Directors authorizing the Transaction Documents Interest Conversion Shares) are not delivered to or as directed by the applicable Holder by the Share Delivery fifth Trading Day after the Conversion Date, the Holder shall be entitled to elect by written notice to the Company at any time on or before its receipt of such certificate or certificates, to rescind such Conversion, in which event the Company shall promptly return to the Holder any original Debenture delivered to the Company and the Holder shall promptly return to the Company the Common Stock and Warrant certificates issued to such Holder pursuant representing the principal amount of this Debenture unsuccessfully tendered for conversion to the rescinded Conversion NoticeCompany.